雲南水務投資股份有限公司
Yunnan Water Investment Co., Limited *
(a joint stock limited liability company incorporated in the People’s Republic of China)
(Stock code: 6839)
PROXY FORM FOR THE 2017 FIRST EXTRAORDINARY GENERAL MEETING
I/We
of
(Note 1)
(Note 2)
being the shareholder(s) of
(Note 3)
(the “Company”) HEREBY APPOINT
Domestic Shares/H Shares in Yunnan Water Investment Co., Limited*
(Note 4)
THE CHAIRMAN OF THE MEETING or
(correspondence address:
)
as my/our proxy to attend and act for me/us at the 2017 first extraordinary general meeting (the “EGM”) or any adjournment thereof of the
Company to be held at Conference Room 1503, 15th Floor, Block A, He Cheng International, 1088 Haiyuan Zhong Road, Gaoxin District,
Kunming, Yunnan Province, the People’s Republic of China (the “PRC”) on Monday, 28 August 2017 at 10:00 a.m., and to vote for me/us at such
meeting or any adjournment thereof in respect of the resolutions set out in the notice of the EGM in the manners as hereunder indicated, or if
no such indication is given, as my/our proxy thinks fit. Unless otherwise indicated, capitalised terms defined in the circular of the Company dated
12 July 2017shall have the same meanings when used herein.
Special Resolution
1.
(Note 5)
For
(Note 6)
Against
(Note 6)
Abstain
(Note 6)
For
(Note 6)
Against
(Note 6)
Abstain
(Note 6)
To consider and approve the proposed amendment to Article 106 of
the Articles of Association, and to authorize the Board to take all
such actions and handle such documents and other such matters as
it considers necessary or expedient at its sole discretion for such
amendment on behalf of the Company.
Ordinary Resolutions
(Note 5)
2.
To consider and approve the appointment of Mr. Yang Tao as a
non-executive Director, to authorize the Board to determine his
remuneration, and to execute a service contract with him pursuant
to such terms and conditions as the Board shall think fit and to do
all such acts and things to give effect to such matters.
3.
To consider and approve the appointment of Ms. Li Bo as a
non-executive Director, to authorize the Board to determine her
remuneration, and to execute a service contract with her pursuant to
such terms and conditions as the Board shall think fit and to do all
such acts and things to give effect to such matters.
4.
To consider and approve the appointment of Mr. Yang Fang as an
executive Director, to authorize the Board to determine his
remuneration, and to execute a service contract with him pursuant
to such terms and conditions as the Board shall think fit and to do
all such acts and things to give effect to such matters.
5.
To consider and approve the re-appointment of Mr. He Yuanping as
a non-executive Director, to authorize the Board to determine his
remuneration, and to execute a service contract with him pursuant
to such terms and conditions as the Board shall think fit and to do
all such acts and things to give effect to such matters.
6.
To consider and approve the re-appointment of Mr. Feng Zhuangzhi
as a non-executive Director, to authorize the Board to determine his
remuneration, and to execute a service contract with him pursuant
to such terms and conditions as the Board shall think fit and to do
all such acts and things to give effect to such matters.
7.
To consider and approve the re-appointment of Mr. Dai Richeng as
an executive Director, to authorize the Board to determine his
remuneration, and to execute a service contract with him pursuant
to such terms and conditions as the Board shall think fit and to do
all such acts and things to give effect to such matters.
8.
To consider and approve the re-appointment of Mr. Kwok For Chi
as an independent non-executive Director, to authorize the Board to
determine his remuneration, and to execute a service contract with
him pursuant to such terms and conditions as the Board shall think
fit and to do all such acts and things to give effect to such matters.
9.
To consider and approve the re-appointment of Mr. Hu Song as an
independent non-executive Director, to authorize the Board to
determine his remuneration, and to execute a service contract with
him pursuant to such terms and conditions as the Board shall think
fit and to do all such acts and things to give effect to such matters.
Ordinary Resolutions
(Note 5)
10.
To consider and approve the re-appointment of Mr. Ma Shihao as an
independent non-executive Director, to authorize the Board to
determine his remuneration, and to execute a service contract with
him pursuant to such terms and conditions as the Board shall think
fit and to do all such acts and things to give effect to such matters.
11.
To consider and approve the appointment of Mr. Zhu Zhen as a
Shareholder representative Supervisor, to authorize the Board to
determine his remuneration, and to execute a service contract with
him pursuant to such terms and conditions as the Board shall think
fit and to do all such acts and things to give effect to such matters.
12.
To consider and approve the appointment of Mr. Long Limin as a
Shareholder representative Supervisor, to authorize the Board to
determine his remuneration, and to execute a service contract with
him pursuant to such terms and conditions as the Board shall think
fit and to do all such acts and things to give effect to such matters.
13.
To consider and approve the re-appointment of Mr. Cao Jinwen as
an independent Supervisor, to authorize the Board to determine his
remuneration, and to execute a service contract with him pursuant
to such terms and conditions as the Board shall think fit and to do
all such acts and things to give effect to such matters.
14.
To consider and approve the re-appointment of Mr.Tan Hairui as an
independent Supervisor, to authorize the Board to determine his
remuneration, and to execute a service contract with him pursuant
to such terms and conditions as the Board shall think fit and to do
all such acts and things to give effect to such matters.
For
(Note 6)
Against
(Note 6)
Abstain
(Note 6)
For the full text of the above resolutions, please refer to the Notice of EGM.
Date:
2017
Signature
(Note 7)
:
Notes:
1.
Please insert full name(s) (both in Chinese and English) as recorded in the register of members of the Company in BLOCK LETTERS.
2.
Please insert address(es) as recorded in the register of members of the Company in BLOCK LETTERS.
3.
Please insert the number of Shares registered in your name(s) to which the proxy relates. If no such number is inserted, the proxy form will be deemed to relate
to all shares in the Company registered in your name(s).
4.
If any proxy other than the Chairman of the meeting of the Company is preferred, please strike out “THE CHAIRMAN OF THE MEETING or” and insert
the name and address of the proxy desired in the space provided. Any Shareholders entitled to attend and vote is entitled to appoint one or more proxies to attend
and vote instead of him and that a proxy need not be a Shareholder. Any joint holder is entitled to sign the proxy form provided that if more than one joint holder
attends any general meeting in person or by proxy, the vote casted by the senior joint holder, whether in person or by proxy, shall be accepted to the exclusion
of the votes of the other joint holders and for this purpose seniority will be determined by the order in which the names stand in the register of shareholders
of the Company in respect of the joint shareholding. A proxy so appointed shall be entitled to exercise the following rights in accordance with the authorization
from that Shareholder: (1) the Shareholder ’s right to speak at the meeting; (2) the right to demand, whether on his own or together with others, a poll; (3) to
exercise the right to vote by a show of hands or by poll; however, if more than one proxy is appointed by a Shareholder, such proxies shall only exercise the
right to vote on a poll.
5.
Ordinary resolution shall be passed by Shareholders (including proxies) representing more than half of the votes represented by the Shareholders (including
proxies) attending at the EGM who have voting rights. Special resolution shall be passed by Shareholders (including proxies) representing more than two thirds
of the votes represented by the Shareholders (including proxies) attending at the EGM who have voting rights.
6.
Important: If you wish to vote for any resolution, place a “⻫” in the box marked “FOR”. If you wish to vote against any resolution, place a “⻫” in the box marked
“AGAINST”. If you wish to abstain from voting on any resolution, place a “⻫” in the box marked “ABSTAIN”. No blank votes and abstention votes will be
counted as valid votes for the purpose of votes counting. Failure to complete the box will entitle your proxy to vote on your behalf at his discretion. Any alteration
made to this form of proxy must be signed by the person who signs it.
7.
The instrument appointing a proxy shall be in writing under the hand of the appointor or his attorney duly authorized in writing, or if the appointor is a legal
entity either under seal or under the hand of its director or attorney duly authorized. If the instrument appointing a proxy is signed by a person authorized by
the appointer, the powers of attorney or other instruments of authorization shall be notarised.
8.
This proxy form, together with any power of attorney or other authority (if any), under which it is signed or a notarially certified copy of such power or authority,
must be delivered to the Company’s H Share Registrar, Tricor Investor Services Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong
(in case of holders of H Shares) or to the office of the secretariat of the Board at 16th Floor, Block A, He Cheng International, 1088 Haiyuan Zhong Road, Gaoxin
District, Kunming, Yunnan Province, the PRC (in case of holders of Domestic Shares) not less than 24 hours before the time appointed for holding the EGM
or any adjournment thereof.
9.
Where the meeting is attended by proxy, he shall produce the identification card and letter of authorisation signed by the appointor or its legal representative
which indicates the date of appointment. Where corporate shareholder appoints its legal representative to attend the meeting, the legal representative shall
produce his/her identity documents and a notarially certified copy of the resolution signed by the board of directors or other authorized parties of the corporate
shareholders or other notarially certified documents allowed by the Company.
10.
This proxy form should be completed in duplicate. One counterpart should be delivered to the Company’s H Share Registrar (in case of holders of H Shares)
or the secretariat of the Board (in case of holders of Domestic Shares) in accordance with Note 8; the other counterpart should be produced by the proxy at the
EGM in accordance with Note 9.
11.
Completion and return of the proxy form will not preclude you from attending and voting at the EGM or at any adjourned meeting if you so wish.
PERSONAL INFORMATION COLLECTION STATEMENT
Your supply of your and your proxy’s (or proxies’) name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of
a proxy (or proxies) and your voting instructions for the Meeting of the Company (the ‘Purposes’). We may transfer your and your proxy’s (or proxies’) name(s) and
address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes
and to such parties who are authorized by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your
proxy’s (or proxies’) name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the
relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the
Company / Tricor Investor Services Limited at the above address.
* For identification purposes only